Common use of Transaction Approval Clause in Contracts

Transaction Approval. Unless the Buyout Option (as defined below) has been exercised, neither the Parent nor any of its Subsidiaries shall enter into an SSC Transaction (as defined below) without the prior written consent of CPLP. In the event that the Parent, SSC or any of their Subsidiaries propose to enter into an SSC Transaction, Parent shall promptly notify CPLP in writing of the proposed SSC Transaction (the "Notification Date") which notice shall (i) describe the proposed SSC Transaction in reasonable detail and (ii) be accompanied by such information as Parent reasonably believes that a third party investor would reasonably require in order to determine the fairness of the proposed SSC Transaction. The Parent shall promptly provide such additional information (and make personnel available to discuss the same) as CPLP may reasonably request regarding the SSC Transaction during the three (3) Business Days following the Notification Date. Within five (5) Business Days of the Notification Date, CPLP shall deliver to the Parent and SSC a written notice (an "Objection Notice") stating that it objects to such SSC Transaction (the "Objection Date"). If CPLP does not deliver an Objection Notice with respect to an SSC Transaction on or prior to the Objection Date, it shall be deemed (subject to the provisions of Section 14.02(b)) to have consented to such SSC Transaction.

Appears in 2 contracts

Sources: Senior Loan Agreement (DSW Inc.), Senior Loan Agreement (Retail Ventures Inc)

Transaction Approval. Unless the Buyout Option (as defined below) has been exercised, neither the Parent Borrower nor any of its their respective Subsidiaries shall enter into an SSC Transaction (as defined below) without the prior written consent of CPLP. In the event that the ParentBorrower, SSC or any of their its Subsidiaries propose to enter into an SSC Transaction, Parent Borrower shall promptly notify CPLP in writing of the proposed SSC Transaction (the "Notification DateNOTIFICATION DATE") which notice shall (i) describe the proposed SSC Transaction in reasonable detail and (ii) be accompanied by such information as Parent Borrower reasonably believes that a third party investor would reasonably require in order to determine the fairness of the proposed SSC Transaction. The Parent Borrower shall promptly provide such additional information (and make personnel available to discuss the same) as CPLP may reasonably request regarding the SSC Transaction during the three (3) Business Days following the Notification Date. Within five (5) Business Days of the Notification Date, CPLP shall deliver to the Parent Borrower and SSC a written notice (an "Objection NoticeOBJECTION NOTICE") stating that it objects to such SSC Transaction (the "Objection DateOBJECTION DATE"). If CPLP does not deliver an Objection Notice with respect to an SSC Transaction on or prior to the Objection Date, it shall be deemed (subject to the provisions of Section 14.02(b)) to have consented to such SSC Transaction.

Appears in 1 contract

Sources: Senior Convertible Loan Agreement (Value City Department Stores Inc /Oh)